UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by
the Registrant ☒
Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☒ | Preliminary
Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under § 240.14a-12 |
BTC DIGITAL LTD.
Payment of Filing Fee (Check all boxes that apply):
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per
Exchange Act Rules 14a- 6(i)(1) and 0-11 |
Notice of BTC Digital Ltd.’s
2024 Annual Shareholders Meeting
Important Notice Regarding the Availability
of Proxy Materials for
The Annual Shareholders Meeting to be held
on [ ], 2024
The Proxy Statement and Annual Report to Shareholders
are available at [ ]
The 2024 Annual Shareholders Meeting of BTC Digital Ltd. (“Company”)
will be held at 1306, 13th Floor, Xuesong Dasha Building B, No. 52 Tairan 6th Road, Futian District, Shenzhen, Guangdong Province, People’s
Republic of China on [ ], 2024, at 9:30 a.m. Eastern Time.
Items of Business
As a Shareholder, you will be asked to:
| 1. | Ratify the selection of Audit Alliance LLP as our independent registered public accounting firm for 2024; |
| 2. | Approve the issuance of up to 600,000 shares of the Company’s
ordinary shares for one or more non-public offerings; and |
| 3. | Transact any other business as may properly come before the meeting. |
Shareholders also will transact other business
that may properly come before the meeting.
Record Date
You may vote if you held shares of BTC Digital
Ltd.’s ordinary shares as of the close of business on July 1, 2024 (“Record Date”).
Proxy Voting
Your vote is important. You may vote your shares
in advance of the meeting via the Internet, by telephone, by mail, or in person at the 2024 Annual Shareholders Meeting. Please refer
to the section “How do the shareholders vote?” in the proxy statement for detailed voting instructions. If you vote via the
Internet, by telephone or plan to vote in person during the 2024 Annual Shareholders Meeting, you do not need to mail in a proxy card.
2024 Annual Shareholders Meeting Admission
Due to space limitations, attendance is limited
to Shareholders and persons holding valid legal proxies from those Shareholders. Admission to the meeting is on a first-come, first-served
basis. Registration will begin at 8:30 a.m. Eastern Time. Valid government-issued identification must be presented to attend the meeting.
If you hold the Company’s ordinary shares through a broker, bank, trust or other nominee, you must bring a copy of a statement reflecting
your stock ownership as of the Record Date, and if you wish to vote in person, you must also bring a legal proxy from your broker, bank,
trust or other nominee. Cameras, recording devices, and other electronic devices are not permitted.
We look forward to seeing you at the meeting.
On behalf of the Board,
Xu Peng
Chairman of the Board
July [ ], 2024
TABLE OF CONTENTS
Proxy Summary
This summary highlights information contained
elsewhere in this proxy statement. This summary does not contain all the information you should consider in voting your shares. Please
read the complete proxy statement and our Annual Report to Shareholders for the fiscal year ended December 31, 2023 (“Annual Report”)
carefully before voting.
Meeting Information
| Date: |
|
[ ], 2024 |
| |
|
|
| Time: |
|
9:30 a.m. Eastern Time |
| |
|
|
| Location: |
|
1306, 13th Floor, Xuesong Dasha Building B
No. 52 Tairan 6th Road, Futian District, Shenzhen
Guangdong Province, People’s Republic of China
|
| |
|
|
| Record Date: |
|
July 1, 2024 |
How to Vote
Your vote is important. You may vote your shares in advance of the
meeting via the Internet, by telephone, by mail, or in person at the 2024 Annual Shareholders Meeting. Please refer to the section “How
do the shareholders vote?” on page 2 for detailed voting instructions. If you vote via the Internet, by telephone, or plan
to vote in person at the 2024 Annual Shareholders Meeting, you do not need to mail in a proxy card.
| INTERNET |
|
PHONE |
|
MAIL |
|
IN PERSON |
| Visit [ ]. You will need the control number printed on your notice, proxy card, or voting instruction form. |
|
If you received a paper copy of the proxy materials, dial toll-free ([ ]) or use the telephone number on your voting instruction form. You will need the control number printed on your proxy card or voting instruction form. |
|
If you received a paper copy of the proxy materials, send your completed and signed proxy card or voting instruction form using the enclosed postage-paid envelope. |
|
Follow
the instructions under “How can I attend the meeting?” on page 2 and request a ballot when you arrive at the
meeting. |
On July [ ], 2024, we began sending our shareholders proxy materials.
Voting Item 1: Ratification of Selection of Audit Alliance LLP
as Our Independent Registered Public Accounting Firm
| Item 1 |
You are being asked to ratify the Audit Committee’s selection of Audit Alliance LLP as our independent registered public accounting firm for 2024. For additional information regarding the Audit Committee’s selection of and the fees paid to Audit Alliance LLP, see “Ratification of Selection of Our Independent Registered Public Accounting Firm” beginning on page 4 of this proxy statement.
✓ Our Board unanimously recommends that you vote “FOR” the ratification of the selection of Audit Alliance LLO as our independent registered public accounting firm for 2024. |
Voting Item 2: Approval of the Issuance of
Up to 600,000 Shares of the Company’s Ordinary Shares for One or More Non-Public Offerings
| Item 2 |
You are being asked to approve the issuance of up to 600,000 shares
of the Company’s ordinary shares for one or more non-public offerings. For additional information regarding the issuance of new
shares, see “Approval of the Issuance of Up to 600,000 Shares of the Company’s Ordinary Shares for One or More Non-Public
Offerings” beginning on page 5 of this proxy statement.
✓ Our Board
unanimously recommends that you vote “FOR” the approval of the issuance of up to 600,000 shares of the Company’s ordinary
shares for one or more non-public offerings. |
Quorum
At the Annual Shareholders Meeting, one or more shareholders entitled
to vote and present in person or by proxy or (in the case of a shareholder being a corporation) by its duly authorized representative
representing not less than one-third (1/3) of all voting power of the Company’s share capital in issue throughout the meeting shall
form a quorum.
Vote Required
The approval of the ratification of independent registered public accounting
firm and the approval of the issuance of securities in one or more non- require the affirmative vote of a simple majority of votes cast
by shareholders as, being entitled to do so, vote in person or, by proxy or, in the case of a shareholder being a corporation, by its
duly authorized representative. A properly executed proxy card marked “Abstain” with respect to this proposal will not be
voted.
Recommendations of the
Board of Directors
THE BOARD OF DIRECTORS HAS DETERMINED THAT THE
RATIFICATION OF AUDIT ALLIANCE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND THE APPROVAL OF THE ISSUANCE
OF SECURITIES IN ONE OR MORE NON-PUBLIC OFFERINGS ARE ADVISABLE AND IN THE BEST INTERESTS OF THE COMPANY AND ITS SHAREHOLDERS AND HAS
UNANIMOUSLY APPROVED THE PROPOSAL DESCRIBED HEREIN. THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT THE SHAREHOLDERS VOTE “FOR”
THE TWO PROPOSALS.
Questions and Answers
The following questions and answers are intended
to address briefly some commonly asked questions regarding the Annual Shareholders Meeting. These questions and answers may not address
all of the questions that may be important to you as a shareholder. To better understand these matters, you should carefully read this
entire proxy statement.
Q: Why am I receiving this proxy statement?
A: The Company is holding its Annual Shareholders
Meeting to ratify the selection of Audit Alliance LLP as the Company’s independent registered public accounting firm, to approve
the issuance of [ ] shares of the Company’s ordinary shares in one or more non-public offerings, and to transact any business that
may properly come before the meeting.
We have included in this proxy statement important
information about the Extraordinary Shareholders Meeting. You should read this information carefully and in its entirety. The enclosed
voting materials allow you to vote your shares without attending the Extraordinary Shareholders Meeting. Your vote is very important,
and we encourage you to submit your proxy as soon as possible.
Q: What proposals are the shareholders being
asked to consider?
A: The shareholders are being asked to:
| 1. | ratify the selection of Audit Alliance LLP as the Company’s independent registered public accounting
firm; |
| 2. | approve the issuance of up to 600,000 share of the Company’s
ordinary shares for one or more non-public offerings; and |
| 3. | transact any other business as may properly come before the meeting. |
Q: When and where will the Annual Shareholders
Meeting be held?
A: The Annual Shareholders Meeting will be held on [ ], 2024 at 9:30
a.m. ET in an in-person format. In-person participants will be able to attend the Annual Shareholders Meeting at 1306, 13th Floor, Xuesong
Dasha Building B, No. 52 Tairan 6th Road, Futian District, Shenzhen, Guangdong Province, People’s Republic of China.
Q: Who is entitled to vote at the Annual Shareholders
Meeting
A: The record date for the Annual Shareholders
Meeting is July 1, 2024. Only holders of ordinary shares of the Company as of the close of business on the record date are entitled to
notice of, and to vote at, the Extraordinary Shareholders Meeting or any adjournment or postponement thereof. As of the record date, there
were [2,610,785] ordinary shares outstanding. Each ordinary share that you own entitles you to one vote.
Q: How do the shareholders vote?
A: The shareholders have three voting options.
You may vote using one of the following methods:
| (1) | By Internet, which we encourage if you have Internet access,
at [ ]; |
| (2) | By mail or deposit to [ ]; or |
Q: How can I attend the meeting?
A: The meeting is open to all holders of the Company’s ordinary
shares as of the record date. You may attend the meeting in person at 1306, 13th Floor, Xuesong Dasha Building B, No. 52 Tairan 6th Road,
Futian District, Shenzhen, Guangdong Province, People’s Republic of China.
Q: May shareholders ask questions at the meeting?
A: Yes. Representatives of the Company will answer
questions of general interest at the end of the meeting.
Q: If my shares are held in “street name”
by a broker or other nominee, will my broker or nominee vote my shares for me?
A: Your broker or other nominee does not have
authority to vote on non-routine matters. All of the proposals presented at the Annual Meeting are considered non-routine matters. Your
broker or other nominee will vote your shares held by it in “street name” with respect to these matters only if you provide
instructions to it on how to vote.
Q: What if I do not vote on the matters relating
to the proposals?
A: If you fail to vote or fail to instruct your
broker or other nominee how to vote on any of the proposals, it will have no effect on such proposals. It will be treated as a “non-vote”
and not count toward a quorum.
Q: May I change my vote after I have delivered
my proxy or voting instruction card?
A: Yes. You may change your vote at any time before
your proxy is voted at the Annual Shareholders Meeting. You may do this in one of three ways:
| 1. | by sending a completed proxy card bearing a later date than your original proxy card and mailing it so
that it is received prior to the Annual Shareholders Meeting; |
| 2. | by logging on to the Internet website specified on your proxy card in the same manner you would submit
your proxy electronically or by calling the telephone number specified on your proxy card, in each case if you are eligible to do so and
following the instructions on the proxy card; or |
| |
3. |
by attending the Annual Shareholders Meeting in person at 1306, 13th Floor, Xuesong Dasha Building B, No. 52 Tairan 6th Road, Futian District, Shenzhen, Guangdong Province, People’s Republic of China. |
Your attendance alone will not revoke any proxy.
If your shares are held in an account at a broker
or other nominee, you should contact your broker or other nominee to change your vote.
Q: Do I have appraisal rights?
A: The shareholders do not have appraisal rights
with respect to the matters to be voted upon at the Annual Shareholders Meeting.
Q: Whom should I call if I have questions about
the proxy materials or voting procedures?
A: If you have questions about the proposals, or if you need assistance
in submitting your proxy or voting your shares or need additional copies of this proxy statement or the enclosed proxy card, you should
contact BTC Digital Ltd., 1306, 13th Floor, Xuesong Dasha Building B, No. 52 Tairan 6th Road, Futian District, Shenzhen, Guangdong Province,
People’s Republic of China, or call +86 755 8294 5250. If your shares are held in a stock brokerage account or by a bank or other
nominee, you should contact your broker, bank or other nominee for additional information.
Q: What do I need to do now?
A: After carefully reading and considering the
information contained in this proxy statement, including the annexes, please vote your shares as soon as possible so that your shares
will be represented at the Annual Shareholders Meeting. Please follow the instructions set forth on the proxy card or on the voting instruction
form provided by the record holder if your shares are held in the name of your broker or other nominee.
Q: Who is paying for the expenses involved
in preparing and mailing this proxy statement?
A: All of the expenses involved in preparing,
assembling and mailing these proxy materials and all costs of soliciting proxies will be paid for by the Company. In addition to the solicitation
by mail, proxies may be solicited by our officers and other employees by telephone or in person. Such persons will receive no compensation
for their services other than their regular salaries. Arrangements will also be made with brokerage houses and other custodians, nominees
and fiduciaries to forward solicitation materials to the beneficial owners of the shares held of record by such persons, and we may reimburse
such persons for reasonable out of pocket expenses incurred by them in so doing.
Q: What Interest Do Officers and Directors
Have in Matters to Be Acted Upon?
A: Members of the Board of Directors and executive
officers of the Company do not have any interest in any proposal that is not shared by all other shareholders of the Company.
Q: Where can I find the voting results of the
Annual Shareholders Meeting?
A: The Company will announce preliminary voting
results at the Annual Shareholders Meeting. The Company will also disclose final voting results in a Current Report on Form 8-K that is
expected to be filed with the SEC within four business days after the Annual Shareholders Meeting.
Ratification
of Selection of Our Independent Registered Public Accounting Firm (Item 1 on Proxy Card)
The Audit Committee, pursuant to authority granted to it by the Board,
is directly responsible for the appointment, compensation, retention, and oversight of Capital One’s independent registered public
accounting firm. The Audit Committee evaluates the independent registered public accounting firm’s qualifications, performance,
and independence at least annually and periodically considers whether to continue to retain our current independent registered public
accounting firm or whether to engage another firm. In connection with applicable partner rotation requirements, the Audit Committee and
its Chair are involved in considering the selection of the independent registered public accounting firm’s new lead partner. Additionally,
Capital One adheres to the requirements of the Sarbanes-Oxley Act relating to the rotation of partners engaged in Capital One’s
audit by the independent registered public accounting firm.
For 2024, the Audit Committee has appointed Audit Alliance LLP as the
Company’s independent registered public accounting firm. Audit Alliance LLP has served in this role since January 2021. The members
of the Audit Committee and the Board believe that the continued retention of Audit Alliance LLP as the Company’s independent registered
public accounting firm is in the best interests of the Company and its shareholders.
The Board is submitting this proposal to the vote of the shareholders
as a matter of good corporate governance. If shareholders do not ratify the selection of Audit Alliance LLP, the Audit Committee will
reconsider the appointment of Audit Alliance LLP as the Company’s independent registered public accounting firm. Even if the selection
is ratified, the Audit Committee may, in its discretion, appoint a different independent registered public accounting firm at any time
during the year if the Audit Committee determines that such a change would be in our shareholders’ best interests.
The fees billed for professional services provided by Audit Alliance
LLP for fiscal years 2023 and 2022 are shown in the following table:
| Fees (in thousands of US$) | |
2023 | | |
2022 | |
| Audit Fees | |
$ | 300 | | |
$ | 240 | |
| Audit-Related Fees | |
$ | - | | |
$ | - | |
| Tax Fees | |
$ | - | | |
$ | - | |
| All Other Fees | |
$ | - | | |
$ | - | |
Description of Fees
“Audit Fees” include fees for the audit of our annual financial
statements, the review of unaudited interim financial information included in our quarterly reports on Form 10-Q, and services that normally
would be provided by the independent registered public accounting firm in connection with statutory and regulatory filings or engagements
and that generally only the independent registered public accounting firm can provide. In addition to fees for an audit or review in accordance
with generally accepted auditing standards, this category contains fees for comfort letters, statutory and subsidiary audits, consents,
and assistance with and review of documents filed with the SEC. “Audit-Related Fees” include fees related to assurance and
associated services that are reasonably related to the performance of the audit or review of our financial statements and traditionally
are performed by the independent registered public accounting firm, such as: compliance testing and reporting; internal control reviews;
attestation services that are not required by statute or regulation; and agreed upon procedure reports. “Tax Fees” include
fees for corporate and subsidiary tax compliance services. “All Other Fees” include fees for services that are not defined
as Audit, Audit-Related, or Tax and are not specifically prohibited by the SEC.
The Board unanimously recommends that you vote
“FOR” the ratification of Audit Alliance LLP as BTC Digital Ltd.’ independent registered public accounting firm for
2024.
Approval
of the Issuance of Up to 600,000 Shares of the Company’s Ordinary Shares for
One or More Non-Public Offerings (Item 2 on Proxy Card)
The Company’s ordinary
share is currently listed on The Nasdaq Capital Market and, as such, we are subject to Nasdaq Marketplace Rules. Nasdaq Marketplace Rule
5635(d) (“Rule 5635(d)”) requires us to obtain shareholder approval prior to the issuance of our ordinary share in connection
with certain non-public offerings involving the sale, issuance or potential issuance by the Company of ordinary shares (and/or securities
convertible into or exercisable for ordinary shares) equal to 20% or more of the ordinary shares outstanding before the issuance. Shares
of our ordinary shares issuable upon the exercise or conversion of warrants, options, debt instruments, preferred stock or other equity
securities issued or granted in non-public offerings, including exercise or conversion of any warrants, options, debt instruments, preferred
stock or other equity securities issued in exchange for such securities or in connection with an amendment (including amendment of any
outstanding non-convertible debt to add conversion features or exchange of such non-convertible debt for convertible securities) that
would permit exercisability or conversion below market, will also be considered shares issued in such a transaction in determining whether
the 20% limit has been reached and for which stockholder approval is sought under this proposal. We may effectuate the approved offerings
or transactions in one or more transactions, subject to the limitations herein.
We may seek to raise additional
capital to implement our business strategy, to recapitalize our balance sheet and enhance our overall capitalization. We have not determined
the particular terms for such prospective offerings or recapitalizations. Because we may take actions and seek additional capital that
triggers the requirements of Rule 5635(d), we are seeking stockholder approval now, so that we will be able to move quickly to take full
advantage of any opportunities that may develop.
We hereby submit this proposal to our shareholders for their approval
of the potential issuance of up to 600,000 shares of our ordinary shares, or securities convertible into our ordinary shares, in one or
more non-public capital-raising or other transactions, subject to the following limitations:
| |
● |
The aggregate number of shares issued in the offerings will not exceed 600,000 shares of our ordinary share, subject to adjustment for any reverse stock split effected prior to the offerings (including pursuant to preferred stock, options, warrants, convertible debt or other securities exercisable for or convertible into ordinary share); |
| |
● |
The total aggregate consideration will not exceed $6,000,000.00; |
| ● | Such offerings will occur, if at all, on or before
[December 31, 2025], unless a shorter time is required by Nasdaq; and |
| ● | Such other terms as the Board of Directors shall
deem to be in the best interests of the Company and its stockholders, not inconsistent with the foregoing. |
The issuance of shares of
our ordinary share, or other securities convertible into shares of our ordinary share, in accordance with any offerings would dilute,
and thereby reduce, each existing stockholder’s proportionate ownership in our ordinary share. The shareholders do not have preemptive
rights to subscribe to additional shares that may be issued by the Company in order to maintain their proportionate ownership of the ordinary
share. Because of the historic volatility of the trading of our ordinary share and unpredictable market factors we are unable to predict
with any accuracy the actual discount at which we will be able to offer our ordinary share or recapitalize our balance sheet.
The issuance of up to 600,000
shares of our ordinary shares for one or more non-public offerings could have an anti-takeover effect. Such issuance could dilute the
voting power of a person seeking control of the Company, thereby deterring or rendering more difficult a merger, tender offer, proxy contest,
election of members to the Board of Directors or an extraordinary corporate transaction opposed by the Company.
It is possible that if we
conduct a non-public stock offering, some of the shares we sell could be purchased by one or more investors who could acquire a large
block of our ordinary share. This would concentrate voting power in the hands of one or a few stockholders who could exercise greater
influence on our operations or the outcome of matters put to a vote of stockholders in the future.
We cannot determine the actual
net proceeds of the offerings or results of recapitalizations until they are completed, but as discussed above, the aggregate dollar amount
of the non-public offerings will be no more than $6,000,000.00 and the maximum shares or ordinary shares to be issued will be no more
than 600,000 ordinary shares. Any net proceeds will be used for general corporate purposes, which may include debt repayment. We currently
have no arrangements or understandings regarding any specific transaction with investors, so we cannot predict whether we will be successful
should we seek to raise capital through any offerings or recapitalize.
Vote Required
The affirmative vote of a
majority of the votes cast for this proposal is required to approve the issuance of securities in one or more non-public offerings, as
required by and in accordance with Nasdaq Marketplace Rule 5635(d).
The Board unanimously recommends that you vote
“FOR” the approval of issuance of up to 600,000 shares of BTC Digital Ltd.’s ordinary shares in one or more non-public
offerings.
Directors, Officers and Key Employees
Set forth below are the Company’s Directors,
and Executive Officers and key employees as of December 31, 2023, together with an overview of their professional experience and expertise.
| Name |
|
Age |
|
Position |
| Siguang Peng |
|
46 |
|
Chief Executive Officer and Director |
| Xu Peng |
|
44 |
|
Director and Chairman of the Board of Directors |
| Yupeng Guo |
|
46 |
|
Acting Chief Financial Officer |
| Ye Ren(1)(2)(3) |
|
35 |
|
Independent Director |
| Zhiyi Xie(1)(2)(3) |
|
45 |
|
Independent Director |
| Yuejun Jiang(1)(2)(3) |
|
44 |
|
Independent Director |
| (1) |
Member of the Audit Committee |
| (2) |
Member of the Nominating and Corporate Governance Committee |
| (3) |
Member of the Compensation Committee |
Siguang Peng is
our founder and has served as our director and chief executive officer since inception. Prior to starting the former VIEs’ business
in 2006, Mr. Peng served as director of teaching department and principal of Quanzhou School of King’s International from 2004
to 2006. Mr. Peng received his EMBA degree from China Europe International Business School in 2011 and his bachelor’s degree
in international economics and trading from Changchun University of Science and Technology in 2000.
Xu Peng has served
as the chairman of the Company’s board of directors since December 2023. Mr. Xu Peng served as the president of Hailuoda International
Consulting Services Co., Ltd. in People’s Republic of China (the “PRC”), a company engaged in overseas trade and investment
promotion in Hainan, the PRC, from July 2019 to November 2023, where he was overseeing and managing the overall operations of the company.
From August 2012 to June 2019, Mr. Peng served as the president at Ziyou Emotional Intelligence Education Consulting Co., Ltd., an education
services provider targeted at children and youth, where he was overseeing and managing the overall operations of the company. Mr. Peng
obtained a bachelor’s degree in computer science from College of Applied Arts and Science of Beijing Union University in the PRC
in 2003.
Yupeng Guo is
our founder and is serving as the Acting Chief Financial Officer. Prior to starting the former VIEs’ business in 2006, Mr. Guo
served as director of marketing department of Quanzhou School of King’s International from 2005 to 2006. Mr. Guo received his
EMBA degree from China Europe International Business School in 2012, his master’s degree in business administration from Shanghai
Jiao Tong University in 2007 and his bachelor’s degree in trading and economics from Changchun University of Science and Technology
in 2000.
Ye Ren has served
as our independent director since June 2022. From August 2019 to March 2022, Ms. Ren served as chief financial officer of CN Energy Group
Ltd. (Nasdaq: CNEY) where she was responsible for supervising finance team, reviewing and approving financial and accounting transactions,
and financial regulation compliance. From April 2017 to July 2018, Ms. Ren served as the Deputy Finance Manager of Zhejiang
Yongning Pharmaceutical Co., Ltd., where she was responsible for department budget and internal control. From December 2014
to March 2017, Ms. Ren served as an assistant of the chief financial officer of Tantech Holdings Ltd. From October 2013
to November 2015, Ms. Ren served as a senior auditor of Pan-China Certificated Public Accountants LLP. Ms. Ren obtained
her bachelor’s degree in Business Administration from George Fox University in 2010 and her master’s degree in Accountancy
from the University of South Carolina in 2013.
Zhiyi Xie has
served as our independent director since August 2021. Mr. Zhiyi Xie has been the general manager of Shenzhen Shenghongtao Technology Co.,
Ltd. since April 2017. Prior to that, Mr. Xie served as the general manager of Shenzhen Haiyue Huifu Investment Management Co., Ltd.
from 2016 to 2017. He served as the deputy general manager of Shenzhen Yipu Rui Venture Capital Co., Ltd. from 2010 to 2015. Mr. Xie
served as the investment director of Shenzhen Dingchuan Investment Co., Ltd. from 2008 to 2010. Mr. Xie obtained his bachelor’s
degree in law from Xiangtan University in 2000. He received his Lawyer’s Qualification Certificate and Fund Qualification Certificate
in 2000 and 2017, respectively.
Yuejun Jiang has
served as our independent director since May 2023. Mr. Yuejun Jiang founded Enotek Technology (Group) Co., Ltd. in the People’s
Republic of China (“China” or the “PRC”) in 2008, a company providing full-service industrial logistics solutions
to customers, and has since served as the company’s chairman of the board of directors. Mr. Jiang oversees the company’s overall
operations and makes major corporate decisions. Mr. Jiang obtained a bachelor’s degree in law from China Central Radio and TV University
(currently known as Open University of China) in 2014 and obtained an Executive MBA degree from Cheung Kong Graduate School of Business
in the PRC in 2017. Mr. Jiang is pursuing his Doctor of Business Administration degree at Singapore Management University and expects
to obtain his doctorate degree in 2025.
Executive Employment Agreements
We have entered into employment
agreements with each of our executive officers for a specified time period providing that the agreements are terminable for cause at any
time. The terms of these agreements are substantially similar to each other. A senior executive officer may terminate his or her employment
at any time by 30-day prior written notice. We may terminate the executive officer’s employment for cause, at any time, without
advance notice or remuneration, for certain acts of the executive officer, such as conviction or plea of guilty to a felony or any crime
involving moral turpitude, negligent or dishonest acts to our detriment, or misconduct or a failure to perform agreed duties.
Each executive officer has
agreed to hold in strict confidence and not to use, except for our benefit, any proprietary information, technical data, trade secrets
and know-how of our company or the confidential or proprietary information of any third party, including our subsidiaries and clients,
received by us. Each of these executive officers has also agreed to be bound by noncompetition and non-solicitation restrictions during
the term of his or her employment and typically for two years following the last date of employment.
Family Relationships
There are no family relationships
between or among any of the current directors, executive officers or persons nominated or charged to become directors or executive officers.
Corporate Governance
The business and affairs
of the Company are managed under the direction of our Board of Directors, which is comprised of Mr. Siguang Peng, Mr. Xu Peng, Ms. Ye
Ren, Mr. Zhiyi Xie, and Mr. Yuejun Jiang.
Involvement in Certain Legal Proceedings
| 1. | Except as disclosed in the bios above, the Company’s
Directors and Executive Officers have not been involved in any of the following events during the past ten years: |
| 2. | any bankruptcy petition filed by or against such person or
any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years
prior to that time; |
| 3. | any conviction in a criminal proceeding or being subject to
a pending criminal proceeding (excluding traffic violations and other minor offenses); |
| 4. | being subject to any order, judgment, or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from or otherwise limiting
his involvement in any type of business, securities or banking activities or to be associated with any person practicing in banking or
securities activities; |
| 5. | being found by a court of competent jurisdiction in a civil
action, the Securities and Exchange Commission or the Commodity Futures Trading Commission to have violated a federal or state securities
or commodities law, and the judgment has not been reversed, suspended, or vacated; |
| 6. | being subject of, or a party to, any federal or state judicial
or administrative order, judgment decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation
of any federal or state securities or commodities law or regulation, any law or regulation respecting financial institutions or insurance
companies, or any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or |
| 7. | being subject of or party to any sanction or order, not subsequently
reversed, suspended, or vacated, of any self-regulatory organization, any registered entity or any equivalent exchange, association,
entity or organization that has disciplinary authority over its members or persons associated with a member. |
Board Committees
The Company’s Board
of Directors has established three standing committees: an audit committee, a nominating and corporate governance committee and a compensation
committee, which are described below.
Audit Committee
The Audit Committee, among
other things, is responsible for:
| ● | evaluating
the performance, independence and qualifications of our independent auditors and determining whether to retain our existing independent
auditors or engage new independent auditors; |
| ● | reviewing
and approving the engagement of our independent auditors to perform audit services and any permissible non-audit services; |
| ● | reviewing
our annual and quarterly financial statements and reports, including the disclosures contained under the caption “Management’s
Discussion and Analysis of Financial Condition and Results of Operations,” and discussing the statements and reports with our independent
auditors and management; |
| ● | reviewing
with our independent auditors and management significant issues that arise regarding accounting principles and financial statement presentation
and matters concerning the scope, adequacy and effectiveness of our financial controls; |
| ● | reviewing
our major financial risk exposures, including the guidelines and policies to govern the process by which risk assessment and risk management
is implemented; and |
| ● | reviewing
and evaluating on an annual basis the performance of the audit committee, including compliance of the audit committee with its charter. |
The
Board has affirmatively determined that each member of the Audit Committee meets the additional independence criteria applicable to audit
committee members under SEC rules and the Nasdaq Stock Market Rules. The Board of Directors has adopted a written charter setting forth
the authority and responsibilities of the Audit Committee. The Board has affirmatively determined that each member of the Audit Committee
is financially literate, and that Ye Ren meets the qualifications of an Audit Committee financial expert. The Audit Committee consists
of Ye Ren, Zhiyi Xie, and Yuejun Jiang. Ye Ren is the chair of the Audit Committee.
Compensation Committee
The functions of the compensation
committee include:
| ● | reviewing,
modifying and approving (or if it deems appropriate, making recommendations to the full board of directors regarding) our overall compensation
strategy and policies; |
| ● | reviewing
and approving the compensation, the performance goals and objectives relevant to the compensation, and other terms of employment of our
executive officers; |
| ● | reviewing
and approving (or if it deems appropriate, making recommendations to the full board of directors regarding) the equity incentive plans,
compensation plans and similar programs advisable for us, as well as modifying, amending or terminating existing plans and programs; |
| ● | reviewing
and approving the terms of any employment agreements, severance arrangements, change in control protections and any other compensatory
arrangements for our executive officers; |
| ● | reviewing
with management and approving our disclosures under the caption “Compensation Discussion and Analysis” in our periodic reports
or proxy statements to be filed with the SEC; and |
| ● | preparing
the report that the SEC requires in our annual proxy statement. |
Our
compensation committee consists of Mr. Zhiyi Xie, who is the chair of the compensation committee, Ms. Ye Ren and Mr.Yuejun Jiang. Our
board of directors has determined that each of the members of our compensation committee is an outside director, as defined pursuant to
Section 162(m) of the Code, and satisfies the Nasdaq Stock Market Rules independence requirements.
Nominating and Corporate Governance Committee
The
Nominating and Corporate Governance Committee, among other things, is responsible for:
| ● | identifying, reviewing and evaluating candidates
to serve on our board of directors consistent with criteria approved by our board of directors; |
| ● | evaluating director performance on the board
and applicable committees of the board and determining whether continued service on our board is appropriate; |
| ● | evaluating, nominating and recommending individuals
for membership on our board of directors; and |
| ● | evaluating nominations by stockholders of candidates
for election to our board of directors. |
The Nominating and Corporate
Governance Committee will take into account may factors in determining recommendations for persons to serve on the board of directors,
including the following:
| ● | personal and professional integrity, ethics and
values; |
| ● | experience in corporate management, such as serving
as an officer or former officer of a publicly-held company; |
| ● | experience as a board member or executive officer
of another publicly-held company; |
| ● | strong finance experience; |
| ● | diversity of expertise and experience in substantive
matters pertaining to our business relative to other board members; |
| ● | diversity of background and perspective including,
without limitation, with respect to age, gender, race, place of residence and specialized experience; |
| ● | experience relevant to our business industry
and with relevant social policy concerns; and |
| ● | relevant academic expertise or other proficiency
in an area of our business operations. |
Our nominating and corporate
governance committee consists of Mr. Zhiyi Xie, who is the chair of the compensation committee, and Ms. Ye Ren and Mr.Yuejun Jiang. Our
board of directors has determined that each of the members of this committee satisfies the Nasdaq Marketplace Rules independence requirements.
Section 16(a) Beneficial Ownership Reporting
Compliance
Section 16(a) of the Securities
Exchange Act requires that our directors and executive officers and persons who beneficially own more than 10% of our ordinary shares
(referred to herein as the “reporting persons”) file with the SEC various reports as to their ownership of and activities
relating to our ordinary shares. Such reporting persons are required by the SEC regulations to furnish us with copies of all Section 16(a)
reports they file. Based solely on our review of copies of the reports filed with the SEC and the written representations of our directors
and executive officers, we believe that all reporting requirements for fiscal year 2024 were complied with by each person who at any time
during the 2024 fiscal year was a director or an executive officer or held more than 10% of our ordinary shares.
Board Diversity
The table below provides certain
highlights of the diversity characteristics of our directors:
| Board Diversity Matrix (As of July 1, 2024) |
| Total Number of Directors - 5 | |
| | |
| | |
| | |
| |
| | |
Female | | |
Male | | |
Non-Binary | | |
Did
Not
Disclose
Gender | |
| Part I: Gender Identity | |
| | | |
| | | |
| | | |
| | |
| Directors | |
| 1 | | |
| 4 | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| Part II: Demographic Background | |
| | | |
| | | |
| | | |
| | |
| African American or Black | |
| | | |
| | | |
| | | |
| | |
| Alaskan Native or Native American | |
| | | |
| | | |
| | | |
| | |
| Asian | |
| | | |
| 5 | | |
| | | |
| | |
| Hispanic or Latinx | |
| | | |
| | | |
| | | |
| | |
| Native Hawaiian or Pacific Islander | |
| | | |
| | | |
| | | |
| | |
| White | |
| | | |
| | | |
| | | |
| | |
| Two or More Races or Ethnicities | |
| | | |
| | | |
| | | |
| | |
| LGBTQ+ | |
| | | |
| | | |
| | | |
| | |
| Did Not Disclose Demographic Background | |
| | | |
| | | |
| | | |
| | |
Executive
Compensation
This section discusses the
material components of the executive compensation program for our named executive officers for the years ended December 31, 2023 and 2022.
Individuals we refer to as our “named executive officers” include our Chief Executive Officer Mr. Siguang Peng and Acting
Chief Financial Officer Yupeng Guo.
Summary Compensation Table
The following table presents
the compensation awarded to or earned by or paid to our named executive officers during the fiscal years ended December 31, 2023 and 2022.
Name and Principal
Position | |
Year
(FY) | | |
Salary
($) | | |
Bonus
($) | | |
Option
Awards
($) | | |
Non-Equity
Incentive
Plan
Compensation
($) | | |
Nonqualified
Deferred
Compensation
Earnings
($) | | |
All Other
Compensation
($) | | |
Total
($) | |
| Siguang Peng | |
| 2023 | | |
| 10,200 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 10,200 | |
| Siguang Peng | |
| 2022 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Yupeng Guo | |
| 2023 | | |
| 31,626 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| 31,626 | |
| Yupeng Guo | |
| 2022 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
Outstanding Equity Awards at Fiscal Year End
The following table summarizes
for our employees, directors and service providers the outstanding options granted under the 2020 Plan as of December 31, 2023.
| Name | |
Our Ordinary
Shares | | |
Options
Awarded | | |
Exercise
Price | | |
Date of
Grant | |
Date of
Expiration | |
| All non-executive employees as a group | |
| 730,805 | | |
| 730,805 | | |
| | | |
6/27/2023 | |
| | |
| Total | |
| 730,805 | | |
| 730,805 | | |
| | | |
| |
| | |
Share Incentive Plans
2013 Plan
Shenzhen Meten adopted the
2013 Plan in January 2013. The purpose of the 2013 Plan is to enhance Shenzhen Meten’s ability to attract and retain highly qualified
mid- to high-level management, consultants and other qualified persons, and to motivate such persons to serve us and to expend maximum
effort to improve our business results and earnings, by providing such persons an opportunity to share equity interest in our future success.
2018 Plan
Meten adopted a new share
incentive plan, or the 2018 Plan, to replace the 2013 Plan in December 2018. Meten rolled over the awards granted under the 2013 Plan
with the same amount and terms in December 2018 to the Meten level, and as a result a total of 20,085,242 options were granted to the
plan participants according to the awards under our 2013 Plan and the 2018 Plan as described below. Upon the adoption of the 2018 Plan,
no additional awards were made under our 2013 Plan.
2020 Plan
In connection with the Mergers,
we adopted a new incentive plan to replace the 2018 Plan. We rolled over awards granted under the 2013 Plan and 2018 Plan with the same
amount and terms. As a result, options to purchase 730,805 of our ordinary shares were issued and outstanding on December 31, 2023. Additionally,
the Company reserved for issuance pursuant to the plan one percent (1%) of the total issued and outstanding ordinary shares on the closing
date (being 531,005 ordinary shares), and will reserve an additional 3.5% of then-outstanding shares each year for a period of four years
following the first anniversary of the closing date of the Mergers.
The following paragraphs summarize
the terms of the 2020 Plan:
Eligibility. Our
qualified officers, directors, employees, consultants and other qualified persons are eligible to participate in the 2020 Plan.
Types of Awards. The
2020 Plan permits the awards of options, share appreciation rights, share awards, restricted share units, dividend equivalents or other
share-based awards.
Plan Administration. Our
board of directors, or a committee designated by our board of directors, will administer the plan, unless otherwise determined by the
board of directors.
Evidence of award. Awards
can be evidenced by an agreement, certificate, resolution or other types of writing or an electronic medium approved by the board of directors
or the compensation committee as the plan administrator that sets forth the terms and conditions of the awards granted.
Conditions of Award. The
administrator shall determine the participants, types of awards, numbers of shares to be covered by awards, terms and conditions of each
award, and provisions with respect to the vesting schedule, settlement, exercise, cancellation, forfeiture or suspension of awards.
Term of Award. The
term of each award shall be fixed by the administrator and is stated in the award agreement between recipient of an award and us, provided
that the term shall generally be no more than five years from the date of grant thereof.
Vesting Schedule. In
general, the plan administration committee determines the vesting schedule, which is specified in the relevant award agreement.
Transfer Restrictions. Unless
otherwise determined by the administrator or for certain limited permitted transfers, no award and no right under any such award shall
be assignable, alienable, saleable or transferable by the employee holder otherwise than by will or by the laws of descent and distribution.
Amendment, Suspension or
Termination. The board of directors may amend, alter, suspend, discontinue or terminate the 2020 Plan, or any award agreement
hereunder or any portion hereof or thereof at any time, provided, however, that no such amendment, alteration, suspension, discontinuation
or termination shall be made without the consent of the affected recipient of an award with respect to any award agreement, the consent
of the affected recipient of an award, if such action would materially and adversely affect the rights of such recipient under any outstanding
award.
Director Compensations
For the fiscal year ended
December 31, 2023, we and our subsidiaries paid aggregate cash compensation of approximately US$14,468 to our directors and executive officers
as a group. We do not pay or set aside any amounts for pensions, retirement or other benefits for officers and directors.
The following table shows
the compensation paid to our non-employee directors during the year ended December 31, 2023.
| Name | |
Fees
Earned
or Paid
in Cash
($) | | |
Stock
Awards
($) | | |
Option
Awards
($) | | |
Nonequity
incentive
plan
compensation
($) | | |
Nonqualified
deferred
compensation
earnings
($) | | |
All other
compensation
($) | | |
Total
($) | |
| Jianlin Yu | |
$ | 14,468 | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
$ | 14,468 | |
Transactions
with Related Persons
Relationship with related parties
| Name of party |
|
Relationship |
| Mr. Jishuang Zhao |
|
Former Chairman of our Board of Directors |
| Mr. Yupeng Guo |
|
Acting Chief Financial Officer |
| Mr. Siguang Peng |
|
Chief Executive Officer and Director |
| Met Chain Co., Limited |
|
An associate of the Company |
Transactions with related parties
In the year ended December
31, 2023, we repaid amount due to Mr. Jishuang Zhao of US$2.5 million.
In the year ended December
31, 2022, we received advances from Mr. Yupeng Guo in the amount of approximately RMB2 million (US$0.3 million), from Mr. Jishuang Zhao
in the amount of approximately RMB10.14 million (US$1.5 million), and from Met Chain Co., Limited in the amount of approximately RMB14.08
million (US$2.0 million).
Amount due to related parties
As of December 31, 2023, our
outstanding balance due to Mr. Yupeng Guo was US$0.3 million, our outstanding balance due to Mr. Jishuang Zhao was US$2.0 million, and
our outstanding balance due to Met Chain Co., Limited was US$2.0 million.
Security
Ownership
The following table sets forth
certain information concerning the ownership of our ordinary shares as of the date of this Report, with respect to: (i) each person, or
group of affiliated persons, known to us to be the beneficial owner of more than five percent of our ordinary shares; (ii) each of our
directors; (iii) each of our named executive officers; and (iv) all of our current directors and executive officers as a group.
Applicable percentage ownership
is based on an aggregate of 2,610,785 shares of ordinary shares outstanding as of the date of this Report. We have determined beneficial
ownership in accordance with the rules of the SEC. These rules generally attribute beneficial ownership of securities to persons who possess
sole or shared voting or investment power with respect to such securities. Except as indicated by the footnotes below, we believe, based
on the information furnished to us, that the beneficial owners named in the table below have sole voting and investment power with respect
to all shares of our ordinary shares that they beneficially own, subject to applicable community property laws.
| Name and Address of Beneficial Owner | |
Amount of
beneficial
ownership | | |
Percentage of
outstanding
ordinary
shares | |
| Directors and Executive Officers (1) | |
| | |
| |
| Xu Peng | |
| - | | |
| - | |
| Siguang Peng (1) | |
| 10,936 | | |
| 0.42 | % |
| Yupeng Guo (2) | |
| 5,599 | | |
| 0.21 | % |
| Zhiyi Xie | |
| - | | |
| - | |
| Ye Ren | |
| - | | |
| - | |
| Yuejun Jiang | |
| - | | |
| - | |
| All directors and executive officers as a group | |
| 16,535 | | |
| 0.63 | % |
| | |
| | | |
| | |
| 5% or Greater Shareholders | |
| | | |
| | |
| Tianying Zheng | |
| 203,495 | | |
| 7.79 | % |
| Future Satoshi Ltd. | |
| 140,000 | | |
| 5.36 | % |
| Changan Fan | |
| 138,286 | | |
| 5.30 | % |
| Leguang Xie | |
| 138,286 | | |
| 5.30 | % |
| (1) | Represents
10,936 ordinary shares directly held by AP Education Investment Limited, a business company limited by shares incorporated in British
Virgin Islands and wholly owned by AP Education Consulting Limited, a British Virgin Islands company wholly owned and controlled by Siguang
Peng. The registered office of AP Education Investment is Commerce House, Wickhams Cay 1, P.O. Box 3140, Road Town, Tortola, British
Virgin Islands VG1110. |
| (2) | Represents
1 ordinary share held by Mr. Yupeng Guo and 5,598 ordinary shares directly held by RG Education Investment Limited, a business company
limited by shares incorporated in British Virgin Islands and wholly owned by RG Education Consulting Limited, a British Virgin Islands
company wholly owned and controlled by Yupeng Guo. The registered office of RG Education Investment is Commerce House, Wickhams Cay 1,
P.O. Box 3140, Road Town, Tortola, British Virgin Islands VG1110. |
None of our existing shareholders
have different voting rights from other shareholders. To our knowledge, we are not owned or controlled, directly or indirectly, by another
corporation, by any foreign government or by any other natural or legal persons, severally or jointly. We are not aware of any arrangement
that may, at a subsequent date, result in a change of control of our company.
The number of beneficial
owners of our ordinary shares in the U.S. is likely much larger than the [ ] record holders of our ordinary shares in the U.S.
Householding
of Materials
In some instances, only one copy of the proxy materials is being delivered
to multiple shareholders sharing an address, unless the Company has received instructions from one or more of the shareholders to continue
to deliver multiple copies. The Company will deliver promptly, upon oral or written request, a separate copy of the applicable materials
to a shareholder at a shared address to which a single copy was delivered. If you wish to receive a separate copy of the proxy materials
you may call the Company at +86 755 8294 5250, or send a written request to BTC Digital Ltd., 1306, 13th Floor, Xuesong Dasha Building
B, No. 52 Tairan 6th Road, Futian District, Shenzhen, Guangdong Province, People’s Republic of China, Attention: Chief Executive
Officer. If you wish to receive a separate copy of the proxy materials, and wish to receive a separate copy for each stockholder in the
future, you may call the Company at the telephone number or write the Company at the address listed above. Alternatively, shareholders
sharing an address who now receive multiple copies of the proxy materials may request delivery of a single copy, also by calling the Company
at the telephone number or writing to the Company at the address listed above.
Other
Matters
The Board of Directors knows
of no other matter before the Meeting other than the matters identified in this proxy statement. However, if any other matter properly
comes before the Meeting, it is the intention of the persons named in the proxy solicited by the Board to vote the shares represented
by them in accordance with their best judgment.
Our Annual Report, including
consolidated financial statements, is being furnished along with this proxy statement to our shareholders of record. A copy of the Form
10-K may be obtained without charge at the 2024 Annual Stockholder Meeting or be obtained at the SEC’s website at www.sec.gov.
|
BTC DIGITAL LTD.
1306, 13th Floor, Building B
Xuesong Dasha, No. 52 Tairan 6th Road
Futian District, Shenzhen
Guangdong Province
People’s Republic of China
|
|
2024 Annual Meeting Admission Ticket
[ ], 2024
1306, 13th Floor, Xuesong Dasha Building B, No. 52 Tairan 6th
Road, Futian District, Shenzhen, Guangdong Province, People’s Republic of China
Upon arrival, please present this admission ticket and photo identification
and any other required documents |
| |
|
|
|
|
|
Electronic Voting Instructions
You can vote by Internet or telephone.
Available
24 hours a day, 7 days a week
Instead
of mailing your proxy, you may choose to vote on the Internet or by telephone. Validation details including Control Number are located
on this form.
Please vote immediately. Your vote is important. |
| |
|
 |
Vote by Internet
● Log
on to the Internet and go to [ ].
● Follow the steps outlined on this secured Web site. |
| Using a black ink pen, mark your votes with an X as shown in this example. Please do not write outside the designated areas. |
☒ |
 |
Vote by telephone
● Call
toll-free [ ] from a touch-tone telephone.
There is NO CHARGE
for this call.
● Follow the instructions provided by the recorded message. |
| Annual
Meeting Proxy Card |
|
| The Board of Directors recommend voting FOR items 1 and 2 |
| |
|
For |
|
Against |
|
Abstain |
|
| |
|
|
|
|
| 1. Proposal to ratify the selection of Audit Alliance LLP as Independent Registered Public Accounting Firm for year 2024. |
|
☐ |
|
☐ |
|
☐ |
|
| 2. Proposal to issue up to 600,000 ordinary shares for one or more non-public offerings. |
|
☐ |
|
☐ |
|
☐ |
|
| B. |
Authorized Signatures — This section must be completed for your vote to be counted. Date and Sign Below. |
| Please sign exactly as name(s) appears. Joint owners should each sign. When signing as attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give full title. |
| Date (mm/dd/yyyy) — Please print date below. |
|
|
|
Signature 1 — Please keep signature within the box. |
|
|
|
Signature 2 — Please keep signature within the box. |
|
|
|
|
|
|
|
|
|
|
If voting by mail, you must complete Sections
A & B and mail in the provided envelope.
BTC DIGITAL LTD.
Annual Stockholder Meeting
[ ], 2024 9:30 a.m. Eastern Time
BTC DIGITAL LTD.
1306, 13th Floor, Building B, Xuesong Dasha
No. 52 Tairan 6th Road, Futian District
Shenzhen, Guangdong Province
People’s
Republic of China
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD
OF DIRECTORS
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE
VOTED AS SPECIFIED BY THE UNDERSIGNED SHAREHOLDER. IF NO CHOICE IS SPECIFIED BY THE SHAREHOLDER, THIS PROXY WILL BE VOTED “FOR”
ALL PORTIONS OF ITEMS (1) AND (2) AND, IN THE PROXIES’ DISCRETION, ON ANY OTHER MATTERS COMING BEFORE THE MEETING OR ANY ADJOURNMENT
OR POSTPONEMENT THEREOF.
Grafico Azioni BTC Digital (NASDAQ:METX)
Storico
Da Giu 2024 a Lug 2024
Grafico Azioni BTC Digital (NASDAQ:METX)
Storico
Da Lug 2023 a Lug 2024
